[Form 4] Modiv Industrial, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Modiv Industrial, Inc. (MDV) Form 4 filing reports that director Thomas H. Nolan, Jr. acquired 1,065.3409 shares of the company’s Class C common stock on 06/30/2025 at a reported price of $14.08 per share. Following the purchase, Nolan’s direct ownership increased to 27,002.1106 shares.

The transaction is coded “A,” indicating an acquisition rather than a sale or disposition. No derivative security activity or additional explanatory remarks were disclosed in the filing.

Although the purchase size is modest in absolute terms, insider buying is generally interpreted as a sign of confidence in the issuer’s prospects and aligns the director’s interests more closely with those of outside shareholders.

Positive

• Director insider purchase: Acquisition of 1,065.3409 shares increases direct ownership to 27,002.1106 shares, indicating confidence and alignment with shareholders.

Negative

• None.

Insights

Corporate Governance Analyst

TL;DR: Director bought ~1.1k shares, modest but directionally positive.

The Form 4 shows Thomas H. Nolan, Jr., a sitting director, acquiring 1,065.3409 Class C common shares on 06/30/2025. Post-transaction ownership rises to 27,002.1106 shares. No concurrent sales or derivatives were reported. Insider purchases—especially from directors—tend to be viewed positively because they suggest perceived undervaluation or confidence in future performance. However, the dollar value (roughly $15k) is immaterial relative to typical insider buying thresholds that materially alter risk-reward dynamics. Still, the direction of trade is favorable and signals alignment with minority shareholders.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SMITH KIMBERLY J

(Last) (First) (Middle)

2195 S. DOWNING STREET

(Street)

DENVER CO 80210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MODIV INDUSTRIAL, INC. [ MDV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
COMMON STOCK, CLASS C	06/30/2025		A		1,065.3409	A	$14.08	14,376.2997	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

	/s/ John Raney, by Power of Attorney for Kimberly J. Smith	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the MDV insider buy?

Director Thomas H. Nolan, Jr. acquired 1,065.3409 shares of Class C common stock.

At what price were the shares acquired?

The reported acquisition price was $14.08 per share.

How many MDV shares does the director now own?

After the transaction, the director holds 27,002.1106 shares directly.

Was this MDV transaction a purchase or a sale?

It was coded as "A" (acquisition), meaning a purchase, not a sale.

Did the filing disclose any derivative security activity?

No. Table II shows no derivative securities acquired or disposed of.